An Innocent Smile
by Falcom
Summary: [Oneshot][Spoilers up to chapter 294, 295ish!] All it took was a simple pleading and a smile from her for him to not kill Noitora on the spot. [Hinted at UlquiHime]


**EDITTED ON MONDAY, MARCH 24th, 2008 FOR MINOR CORRECTIONS**

**A/N:** Welcome to my _first ever_ Bleach fic! I apologize if anyone seems OOC…as I said this is my first time working with these characters. :sweatdrop:

I couldn't resist writing an UlquiHime…even if it's only hinted at! It _is_ my Bleach OTP afterall:)

And…this goes on the assumption that the fight between Ichigo and Grimmjow lasted roughly half an hour to 45 minutes, and the rest of the time deals with the fight between Ichigo and Noitora, then Nel and Noitora…which right now – in the manga anyway – is incomplete. So spoilers up to chapter 294, no idea what's gonna happen after that so when the next chapters come out this'll become AU…with the exception of something that happens in 295. :)

And, ha-ha, rated for Noitora's language XD

**Disclaimer:** I don't own Bleach, Kubo-sama does.

* * *

**An Innocent Smile**

_An Ulquiorra x Orihime One-shot_

_Ulquiorra was not one who was well acquainted with the flashy bouts of anger that the other espada were seemingly fond of sowing out into all of Las Noches. The emotion of "anger" in itself was completely foreign to the cuatre espada; it, in his opinion, was something that could be lived without and saw no true reason for its purpose, other than for getting one's self into rather embarrassing and pointless situations._

_If someone were to have told him that he would lose his cool at Noitora for simply threatening to kill Orihime in front of one of her nakama, he probably would've killed that person for telling such obviously untruthful information._

_But then again, he didn't consciously know that from the moment she had put on the arrancar uniform, he would've thrown down his life to keep her safe; regardless of Aizen's orders._

If he had been anyone else, he would have definitely said that he was _pissed_ at Grimmjow.

Ulquiorra slowly let out a sigh of slight annoyance as he shut his eyes. He knew not of the goings on outside, nor did he really care. At the current moment all that mattered to him was to _get out_ and to _not_ kill Grimmjow for his "insubordination".

The instant an image of Orihime and the guilty look on her face entered his mind, he knew that closing his eyes had been a…not-so-good idea.

'Damnable woman.' Even being separated from her made him w-

No. He was an espada; loyalist follower of Aizen. Such thoughts were uncouth and _not_ to be thought. Instead he focused on getting out, all the while fighting the image of Orihime that threatened to take over his mind.

* * *

A little under two hours later Ulquiorra felt the effects of the Caja Negacíon wearing off and quickly readied a cero; unsure of just _what_ he would come across when he was released. His eyes narrowed very slightly in mild anticipation, and he wasn't disappointed when the effect of the Caja Negacíon disappeared completely. Instead of seeing Grimmjow in a heated battle against the shinigami _he_ had beaten, what greeted him made him pause in mild surprise and rid himself of the cero he had made.

Standing a ways away was Noitora, who had a figure of somebody he couldn't quite make out down by his feet. A quick assessment told him that it wasn't, in fact, one of Orihime's nakama that was on the ground, seeing as he was hunched over in a seemingly pain-filled manner off to the side with Orihime standing next to him, fear written on her face. A curious thought entered his mind as to why she hadn't done anything to heal her 'friend' yet, but he quickly disposed of it.

Apparently he hadn't been noticed – which, on some primal level, irked him – seeing as Noitora was too busy, as far as he could tell, mocking whomever it was that was 'underneath his feet'. A sudden thought struck him that it just _might_ be a good idea for them to _not_ notice his presence just yet, so he quickly hide his reiatsu and slowly crept a little closer in hopes of gaining a better understanding of the situation unfolding before him.

"Neliel Tu Oderschvank…disgrace to the rank of espada! It'd be best to just dispose of you now, then to let you continue to disgrace Las Noches–no, all of Hueco Mundo, with your fucking presence!"

Ulquiorra watched impassively as Orihime screamed and attempted to lunge at Noitora before he could bring down the final blow on Nel, who was laying there in what seemed like accepted defeat. Before she could get very far, however, her nakama had grabbed harshly onto her arm and reprimanded her for trying to go up against Noitora. He could tell very well that her nakama too didn't approve of the situation at hand, and was twitching in annoyance at being unable to move much due to his extensive injuries. An amused snort _almost_ slipped out when the orange-haired idiot ignored his injured plight and pushed himself up to his feet with his zanpakutō and began shouting at Noitora, who had paused in his quest to end Nel's life to stare amusedly at Orihime and Ichigo.

"You wanna die in her place, shinigami?" Noitora snorted once in amusement as he hefted his weapon onto his shoulder and turned to fully face Orihime and Ichigo. "How fucking _chivalrous_."

"You bastard!" Ichigo swore, his eyes blazing. "Leave Nel alone!"

"'Fucking chivalrous' indeed." A mildly amused chuckle slipped out as Noitora's eyes flashed dangerously. "Fucking disgusting, if you ask me."

Ichigo angrily attempted to take a step, only to lose his balance which he quickly straightened by bracing himself on his zanpakutō. He waved Orihime's helping hand away before locking his eyes on Nel's beaten body, which was slowly rising up from the ground to stare at Ichigo in a barely concealed manner of deep concern. 'Damnit, don't look at me like that Nel!' Ichigo resisted the urge to curse again as he returned his gaze to Noitora, who had taken a few steps in his direction. 'I can't do a damn thing to help right now!'

When Noitora was a mere few feet away from Ichigo, Orihime mustered up what courage she had left in her and stood before Ichigo's crouched body, a determined but fearful look in her eyes. "P-please don't hurt Kurosaki-kun anymore, Noitora-san! I…I'll come back if you leave him alone!"

"Hm…tempting, but no way in hell am I going to do that!" Noitora grinned maliciously, the thought of her being useful to Aizen completely being thrown to the wind for the sake of killing the irritating shinigami substitute.. "If you won't move aside, I'll just go through you to get to him!"

Ulquiorra's body tensed as he watched Noitora raise his weapon, causing Orihime to flinch slightly but refusing to waver in her determination to protect Ichigo. He felt a strange tightening in his throat (what _was_ that?) as the weapon was swung down in an arc towards Orihime. Instantly he knew that her nakama could do nothing (neither could this 'Nel') and that her defensive technique wouldn't be enough; no matter how strong her feelings were.

* * *

Orihime flinched in fear as Noitora shifted his weapon into an attacking position. She had already erected a barrier around herself and Ichigo, but her conflicting emotions of indecision, fear, and resolve she knew would mostly end up weakening it; leaving herself and Ichigo fully open for an attack.

"I'm so sorry, Kurosaki-kun. If only I were stronger…" Tears leaked out of closed lids as Orihime titled her head downward; her barrier waving slightly due to the increase of her acknowledged defeat and her slackening emotional strength. When the pain that she had been _so sure_ she had been to come never came, she hesitantly opened her eyes and let out a soft surprised gasp. "U-Ulquiorra-san!"

"Dry your eyes, woman. You're making your nakama frustrated and worried." Ulquiorra's gaze slid on over to stare blankly at Orihime, no known emotion swimming in its depths. He skillfully hid the annoyance he felt towards Noitora deep inside and returned his attention to the one he held the weapon of. "Where is Grimmjow?"

"Grimmjow? Why do you _care_ where that weakling's at?" Noitora yanked his weapon away from Ulquiorra's grasp and smirked. "I killed the bastard. He lost and was spared by _this_ little shit." Noitora waved carelessly in Ichigo's direction before re-addressing Ulquiorra. "Why the fuck do you want to know?"

Ulquiorra let out a soft sigh, held in his annoyance, and completely disregarded the fact that he was asked a question. "Aizen-sama wouldn't want you to kill the woman, Noitora."

Noitora's eyes narrowed slightly as he snorted. "Damn shinigami. Don't see why we need a human to help destroy Soul Society anyway."

"Aizen-sama will surely fully inform us of what he plans to do." Ulquiorra replied coolly as his attention was shifted to Orihime, who had taken a step back and was now standing by Ichigo. "As it is my duty to protect Inoue Orihime, I must inform you that you made a very unwise decision to attack her."

"Aizen-sama's the only reason, eh Ulquiorra?" Noitora smirked, the expression on his face irking Ulquiorra in a way that he didn't enjoy being irked in. "I've seen the way you've looked at pet-sama all the time she's been with us."

"Foolishness." Ulquiorra returned his gaze to Noitora's form, suddenly very conscious of the fact that he had been staring at Orihime out of the corner of his eye. "She is merely under my protection, nothing more is going on."

Noitora merely grinned in a way that suggested that he knew something that Ulquiorra did not and hefted his scythe onto his shoulder and turned away. "Pet-sama's all yours, Ulquiorra. I'm not leaving without ridding Las Noches of _this,_" he lazily motioned towards Nel, "though."

Ulquiorra's viridian eyes darkened a few shades as he held his ground. "I did not say that you could leave, Noitora."

"Damn, so serious." Noitora faked a yawn as he turned his head to stare at Ulquiorra in a mildly amused manner. "I didn't hurt pet-sama, and I won't try to attack her again. What the hell do you want?"

Ignoring his question, Ulquiorra's gaze left Noitora for a mere moment before returning back to him, locking onto something off into the distance beyond Noitora's shoulder. "You may continue to fight him, when I am finished."

Noitora raised an eyebrow in curiosity. "What the fuck are you babbling about?"

"He means…me."

"Nel-san!" Orihime shouted in joy as Nell brought herself back up to her feet, determination renewed in her gaze. She held her sword in front of her in what could be assumed as a defensive position and sent Orihime a weak smile. "You're alive!"

"I won't lose to a scoundrel like him." Instead of looking at Noitora, Nell's eyes went just beyond him and locked onto Ulquiorra. "I understand that you want your revenge…but I must fight him. I must keep my promise to protect Ichigo!"

"That is well and fine. But I must punish him." Ulquiorra's eyes stayed on Noitora's form and raised a single finger. "If he remains alive when I am done, you may do what you wish."

"Fucking hell!" Noitora's eyes widened slightly as Ulquiorra suddenly came at him and barely managed to block a knife hand to the back of his head with a quick downward thrust of his scythe behind his back. The impact left him reeling slightly, although the attack did not come in direct contact with his body. "Ulquiorra! C'mon man! Stop!"

"You haven't been adequately punished yet. So, no, I will not stop." Ulquiorra calmly grasped the scythe and yanked downward while at the same time activating a bala blast. In response Noitora's eyes widened further, but could not get away fast enough to dodge all the barrage of bullets that had been shot at his body at point blank. Ulquiorra carelessly released his hold on Noitora's scythe, which Noitora had left behind in his attempt to break free. His eyes roved over Noitora's smoking crouched body and pointed a finger down at him, a cero beginning to form on its end. A sudden weight on his back caused him to pause in surprise and look down at his midsection, which now had two arms curled around it. His gaze then traveled to behind him, where he spotted Orihime clinging to him like he was a lifeline. "Woman, release me or I will do it for you."

"P-please don't kill him, Ulquiorra-san! He may have threatened to…" Orihime's voice faltered momentarily before she strongly continued on, "...kill me and Kurosaki-kun, but he didn't! So please…isn't what you've done enough?"

Ulquiorra's viridian eyes locked onto her pleading dark brown ones. To his imminent surprise, he deactivated the cero and lowered his hand to his side; accidentally brushing his arm against her own. "You are too kind to those who would rather see you gone…Orihime."

"Hehe." Orihime giggled lightly as a soft smile lit her features. She impulsively squeezed Ulquiorra in a hug from behind and released the Espada; immediately locking her hands behind her back as she took a few steps to the side to give the espada his space. The smile never left her face as her eyes crinkled in momentary happiness. "I think being kind is better than having to fight!"

Ulquiorra almost scoffed as he turned to face the orange-haired girl and paused in surprise. What was that feeling of…bliss, that had been brought on by that simple, carefree smile? He wrinkled his brow slightly in puzzlement – really, what _was_ that? – before sighing low. "You are a strange one, Inoue Orihime."

Orihime playfully stuck out her tongue as Ulquiorra turned again, this time to face Nel. "If you still must fight Noitora, so be it." His eyes then shifted to Ichigo's annoyed and _very_ confused form. "Recover, shinigami. For now, I must bring Orihime back with me and report what has happened." Just as Ichigo had been about to vehemently protest, Ulquiorra held up a hand and returned his gaze to Orihime's slightly slack and puzzled form. "Come, we must return."

Orihime paused a moment and glanced worriedly at Ichigo before locking eyes with Ulquiorra once more. "But I can't just leave Kurosaki-kun here!"

"You can, and you will, if you wish to ensure his safety." Ulquiorra broke contact with Orihime and began walking off, confident that Orihime would follow him. A few seconds later he had to fight off the smirk of satisfaction as he heard the girl's hesitant steps follow his own. He heard Orihime whisper something to her nakama, but couldn't quite make out what she said and decided to write it off as irrelevant.

What she had said, though, would probably have made him stop in surprise.

"Ulquiorra-san isn't really _so_ bad, Kurosaki-kun! Just get better, okay? I'll be safe with him so you don't have to worry!"

* * *

**A/N:** So…:gulps: how was it? I spent God-knows-how-long on this…so I would like to know how it is!


End file.
